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Share Interests

Shareholders and connected parties must disclose interests in a PLC’s shares exceeding specific thresholds or resulting in movement above or below these levels. Shares held by spouses, family members, or controlled entities are attributed to the shareholder. Non-compliance with disclosure duties may render voting rights and other interests in the shares unenforceable, though courts can grant relief in cases of accidental default. PLCs must maintain registers of individual and group interests, which are open for inspection, including at annual general meetings.

The primary disclosure obligation applies to share capital carrying voting rights. Notifications must be made within five days if interests exceed 3% or other specified thresholds. Interests held by controlled companies, family members, or under share acquisition agreements are deemed attributable, and parties to such agreements must notify the company.

Certain interests, such as those held by nominees or in collective investment schemes, are exempt. PLCs can issue notices requiring disclosure of past or present interests in shares. Non-compliance may result in court orders or offences. Shareholders holding at least 10% of voting rights can requisition the company to investigate share interests. The PLC must produce a report, with interim updates if necessary, and failure to comply constitutes an offence.

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